Dear Shareholder I am pleased to present the report of the Nominations Committee for 2019/20. Board changes and succession planning During the year the Committee remained focused on Board and senior executive succession plans to ensure that we continue to have the right people, with the right balance of skills, to drive Ferguson forward.
Meetings attended (eligibility)
Geoff Drabble (Chairman)
6 (6)
Tessa Bamford
6 (6)
Cathy Halligan
6 (6)
Alan Murray
6 (6)
Tom Schmitt
6 (6)
Nadia Shouraboura
6 (6)
Jacky Simmonds
6 (6)
Members who left during the year Gareth Davis
3 (3)
Darren Shapland
3 (3)
Nominations Committee overview – Geoff Drabble succeeded Gareth Davis as Chairman of the Committee on November 21, 2019.
We commenced a selection process for a new Group Chief Financial Officer (“Group CFO”) following the announcement in May 2020 that Mike Powell would be stepping down from this role and I am pleased to report the appointment of Bill Brundage as our new Group Chief Financial Officer, effective November 1, 2020. Further information on the Group CFO succession process is included on page 72. I would like to express the Board’s thanks to Mike for his significant contribution to the Group, and we wish him well in his future role. Committee effectiveness During the year, we also reviewed the effectiveness of the Committee. The 2020 Board and Committee effectiveness reviews were internally facilitated using an online survey, the results of which were presented and discussed at the July meetings. Overall, the review found that the Committee continues to operate effectively and also identified priority areas of focus for the coming year as we work to enhance our performance. The Committee’s priorities for 2020/21 are:
– As at the date of this report, the Committee is made up of six independent Non Executive Directors and the Chairman. Details of membership and attendance are set out in the table above.
– to conduct an effective succession process leading to the appointment of a new Group CFO;
– The Committee met six times during the year.
– to monitor and keep under review the composition of Board Committees to ensure that they retain the appropriate balance of skills while also making most effective use of Board members and their experience. Please see page 70 for details of changes made to Board Committees as a result of the 2020 Board and Committee effectiveness reviews.
– The Group Chief Executive, Group General Counsel and Group Chief Human Resources Officer and representatives of external search consultants (as required) attended Committee meetings. An overview of the Committee’s areas of responsibility is set out on page 67 and the Committee’s Terms of Reference are available at www.fergusonplc.com.
– to enhance the succession plans for Executive and Non Executive Directors; and
I hope you find the information on the following pages about the work of the Committee helpful and informative.
Geoff Drabble Nominations Committee Chairman
Other information
Membership
Financials
Nominations Committee members
It was a busy year with Kevin Murphy moving to his new role of Group Chief Executive (November 2019), Alan Murray taking over the role of Audit Committee Chairman (November 2019) and my transition to the role of Chairman (November 2019), all of which we reported on in our 2019 Annual Report and Accounts. I have talked about Board changes in greater detail on page 6. These appointments followed formal, rigorous and transparent recruitment processes. Further information on our approach to Board composition and succession planning is set out on page 72.
Governance
Geoff Drabble Nominations Committee Chairman
Strategic report
Nominations Committee
Ferguson plc Annual Report and Accounts 2020
71
